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3 May 2017
Downing Strategic Micro-Cap investment trust PLC
Issue of Equity
Downing Strategic Micro-Cap Investment Trust plc (the "Company" or the "Trust") is pleased to announce that it has successfully raised gross proceeds of £55.6 million pursuant to the first placing, offer for subscription and intermediaries offer (the "First Issue") of ordinary shares of £0.001 each (the "Ordinary Shares") as described in the prospectus published by the Company on 24 March 2017 (the "Prospectus"). The net proceeds of the First Issue are expected to be approximately £54.5 million.
Applications have been received under the First Issue for 55,600,000 Ordinary Shares which will be
issued at a price of £1.00 per Ordinary Share (the "Issue Price"). Of these, 3,235,100 Ordinary Shares were issued under the Offer for Subscription and 21,220,683 Ordinary Shares were issued under the Intermediaries Offer and all applications were met in full.
Applications have been made for admission of the Ordinary Shares to the premium segment of the
Official List of the UK Listing Authority and to trading on London Stock Exchange plc's main market for listed securities ("Admission"). Admission is expected to occur at 8.00 a.m. on 9 May 2017.
Commenting on the Company's Admission, Judith MacKenzie, Partner and Head of Public Equity at Downing LLP, the Company's Investment Manager, said:
"Micro caps have generated historic outperformance over the longer term. We believe that they will continue to do so, regardless of wider macro conditions given the niche nature of many of these businesses. Not only do they offer the potential for outperformance, but they do so at more attractive valuations.
We are delighted by the level of demand seen for the Downing Strategic Micro-Cap Investment Trust, with strong support coming from both institutional and retail investors. The appetite for the Trust demonstrates a real confidence and commitment to the strategy and experience of our investment managers here at Downing. We have a strong team of micro-cap specialists who are excited to apply to the advantage of the Trust the considerable work and research that we have done for a long time now. We are optimistic around the timing of this launch, as we believe this to be a prime stock-pickers environment and we have identified a number of fantastic value companies who we will be working with to drive shareholder value."
Stockdale Securities Limited is acting as Sponsor, Broker, Placing Agent and Intermediaries Offer Adviser to the Company.
For further information please contact:
Downing Strategic Micro-Cap Investment Trust plc
Judith MacKenzie Tel: 020 7416 7780
Stockdale Securities Limited
Robert Finlay Tel: 020 7601 6100
This announcement does not constitute a prospectus and investors must only subscribe for or purchase any shares referred to in this announcement on the basis of information contained in a prospectus published by Downing Strategic Micro-Cap Investment Trust plc (the "Prospectus") and not in reliance on this announcement. Copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company. This announcement does not constitute and may not be construed as, an offer to sell or an invitation to purchase, investments of any description, or a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement or referred to in other written or oral form is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.
Stockdale Securities Limited ("Stockdale"), which is authorised and regulated by the Financial Conduct Authority, is acting only for the Company in connection with the matters described in this announcement and is not acting for or advising any other person, or treating any other person as its client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of Stockdale or advice to any other person in relation to the matters contained herein.
The shares of the Company will be offered only outside of the United States, pursuant to the provisions of Regulation S of the U.S. Securities Act of 1933, as amended (the "Securities Act"). These shares will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. Moreover, the shares of the Company have not been, nor will they be, registered under the applicable securities laws of Australia, Canada, the Republic of South Africa, Japan or, subject to certain exceptions, any member state of the EEA (other than the United Kingdom). Further, the Company will not be registered under the US Investment Company Act of 1940, as amended. Subject to certain exceptions, the shares of the Company may not be offered or sold in the United States, Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom) or to, or for the account or benefit of, any national, resident or citizen of the United States, Australia, Canada, the Republic of South Africa, Japan or, subject to certain exceptions, any member state of the EEA (other than the United Kingdom). The Issue, and the distribution of this announcement, in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.
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